Sidoti & Company, LLC Fifteenth Annual Emerging Growth Institutional Investor Forum New York, New York March 22, 2011 Bill Mudd, EVP & CFO

Position: 1 Forward Looking Statements

In addition to historical facts or statements of current conditions, this document contains forward-looking statements as defined in the Private Securities Litigation Reform Act of 1995. Forward-looking statements are statements that include projections, expectations or beliefs about future events or results, or otherwise are not statements of historical fact. The actual performance of the Company may differ materially from what is projected in such forward-looking statements.

Investors should refer to statements included in reports filed by the Company with the Securities and Exchange Commission for discussion of additional information concerning factors that could cause our actual results of operation to differ materially from the forward-looking statements made in this presentation.

The information being provided today is as of this date only, and Incorporated expressly disclaims any obligation to release publicly any updates or revisions to these forward-looking statements to reflect any changes in expectations.

CDI expressly does not adopt, endorse or provide comment upon any projections by analysts or projections contained in this presentation.

Page: 2 Why Invest in Churchill Downs Incorporated?

I. Diversified Racing, Gaming & Entertainment Company Delivered On-site & Online II. Proven ability to grow revenues & EBITDA III. Proven cash generation and low maintenance capital requirements IV. Attractive balance sheet V. Growing Derby “Week” VI. Online will continue to grow VII. Additional gaming opportunities VIII. Trivia IX. Q&A

Page: 3 Diversified Racing, Gaming & Entertainment Company

United Tote TwinSpires.com Harlow’s Resort Hotel & Casino • Provides pari-mutuel • Leading Online pari- • Purchased Dec 2010 wagering IT infrastructure mutuel wagering • 889 Slot Machines, 15 table games + • Processed >$3B Wagers company Poker room in 2010 • 91 Live Days, • Youbet.com ops • 105 room attached hotel • 80 Unique customers consolidated $576MM Handle • 2,600 seat entertainment facility • $588MM in 2010 handle • 10 OTB’s Churchill Downs Race Track • Home of the Kentucky Derby & Oaks • Host of Breeders Cup Championships in 10 / 11 • 63 Live Days, $623MM Handle

Bloodstock Research & Information Services  The #1 source for HRTV information • 24 hour Fair Grounds channel Race Course & Slots & • 50% ownership with Race Course Magna Entertainment • 626 Slot Machines, opened 2008 • 1,221 Slot Machines, 29 • Access to over 70 tracks • 11 OTB’s, 800+ Video Poker Machines Poker tables, opened 2010 • 79 Live Days, $365MM Handle • 151 Live Days, $600MM Handle

Page: 4 2010 - A Transformational Year

• Finalized $132 million • Hosted record 7 th • New 5 year Youbet.com acquisition Breeders’ Cup, set Presenting all time attendance Sponsor & handle records agreement • Grand opening of $80 • New Derby Week • Calder 15% gaming tax rate million Calder Casino event launched reduction takes effect 7/1 1Q10 2Q10 3Q10 4Q10

• Acquired Harlow’s • New 5 year TV Casino Resort & Hotel agreement for $140 million • Installed permanent • Record breaking Derby & Oaks lights at CDRT • Most watched in 21 years

Page: 5 Proven Revenue Growth Dollars in Millions

Diversification drives 9% growth CAGR over last five years… $688 High  Derby continues to grow on $663 sponsorships, wagering and “Derby Week” expansion $585 $625 Low  Core Racing continues to struggle … U.S. Thoroughbred racing handle $471 down 23% since 2007 -a) $449 $466 $415  Gaming up 98% in 2010 – Calder Casino opens Jan ’10 – Harlow’s acquired Dec ’10 – Fair Grounds Slots grows 10% in 4Q10, Video Poker grows 15%

 Online up 69% in 2010 2006 2007 2008 2009 2010 2011 – Organic growth of 11% thru Analysts Projections TwinSpires.com first 10 months Record Revenues in 2010 – Youbet.com acquired June ‘10

Note: Analyst projections include projections from Sidoti, Brean Murray, Hilliard Lyons & Stifel Nicolaus. CDI expressly does not adopt, endorse or provide comment upon these projections or any other projections by analysts.

(a – Source: The Jockey Club

Page: 6 Proven EBITDA Growth Dollars in Millions

 Derby Week EBITDA sets new record in $118 High Diversification drives 12% growth 2010, up $3.4 CAGR over last five years… $108 – Expanding Derby Week with new

$104 Low opening night event in 2011 – New 5 year deals with improved $80 economics with NBC & Yum! $70 $17 $55  Gaming up 56% in 2010 on Calder Casino $19 $1 opening $80 – Calder gaming tax rate reduced 15% on $63 $66 July 1, 2010 $51 $54 – Harlow’s acquired Dec 16, 2010

 Online up 23% in 2010 on TwinSpires organic growth & Youbet acquisition - $12.4 million synergy savings 2006 2007 2008 2009 2010 2011 - ADW channel share continues to grow Analysts Hurricane Insurance Projections  Unusual items impacting 2010 results – Acquisition cost $(3.9) Record EBITDA in 2010 – Youbet integration cost $(4.4) Note: Analyst projections include projections from Sidoti, Brean Murray, Hilliard – Equity compensation correction $(1.4) Lyons & Stifel Nicolaus. CDI expressly does not adopt, endorse or provide comment upon these projections or any other projections by analysts.

Page: 7 Proven Cash Generation Dollars in Millions

Cash provided by operating activities

Very Strong Cash Generation…  2010 impacted by unusual items $78 - Acquisition cost $(3.9) $70 $71 $17 - Youbet integration cost $(4.4) $51 $19 $60 - Tax overpayments of $(9) $1 $+++  2011 positioned for growth by $71 $60 $61 - Potential EBITDA improvements $50 $50 - $11 in tax refunds (includes $2 of amended return refunds) - $8.5 from Centaur bankruptcy settlement

 Tax efficient acquisitions 2006 2007 2008 2009 2010 2011 - Acquired NOLs of ~$28 with Youbet.com

Hurricane Insurance Recoveries - Harlow’s asset acquisition structure allows goodwill tax deductions ~$11

Cash well-positioned for 2011 growth

Page: 8 Low Maintenance Capital Requirements Dollars in Millions

Maintenance capital spending Racing assets in great shape  $121 renovation & expansion for Derby at Churchill Downs in 2004/5

$21.4  $25 spent rebuilding Fair Grounds after ~$20 Hurricane Katrina in 2006

$16.7  $5 spent rebuilding Calder after Hurricane $14.7 $14.7 Wilma in 2005 $12.3

Gaming assets are relatively new  Calder Casino ~ 1 year old  Fair Grounds Slots ~ 2 years old  Harlow’s Resort & Casino ~ 3 years old 2006 2007 2008 2009 2010 2011 Estimate Online business requires little new capital Cash well-positioned for 2011 growth  2010/11 Spending focused on integration  Future spending focused on new features

Note: Estimate of $15-$20 provided during the 2010 year end earnings call. Maintenance capital as defined and reported in annual 10K filings

Page: 9 Dollars/Shares in Millions Attractive Balance Sheet (except CFOA/diluted common share)

Long Term Debt Very Strong Balance Sheet… $265  Long term debt increased $194 in 2010 to Down ex-new build Calder Casino, acquire Youbet.com & acquisition spending Harlow’s  Debt reduction on free cash flow during 2011  Amended and expanded credit facility in 2010 to $375 million … very low interest cost on current debt at L + 2.375% (~3% total) $68 $71 $43  Leverage and coverage ratios still among industry best after 2010 actions - Continues to improve on ’11 growth + cash generation 2007 2008 2009 2010 2011 - Ability to do more meaningful acquisitions

Gaming Churchill  Cash flow values backstopped with hard Industry -a) Downs, Inc. assets/real estate Total Debt / EBITDA (LTM) 5.3 x 3.3 x -b) - 336 acres in Arlington Heights, IL EBITDA / Interest (LTM) 3.3 x 13.0 x - 231 acres in Gardens, FL - 147 acres in Louisville, KY (a – Gaming industry peer group comprised of PENN, BYD, ASCA, ISLE, PNK Source: Company filings, Bloomberg, Factiva, Factset - 145 acres in New Orleans, LA (b – Does not include pro-forma credit for acquisition EBITDA of Youbet and Harlow’s

Page: 10 2010 Kentucky Derby by the Numbers

 Derby Week EBITDA sets a new record….+$3.4 million  Derby attendance up 2% vs 2009…155,804 attendees  Derby wagering up 4%...$163 million wagered  Most watched in 21 years…16.5 million viewers  Oaks attendance up 11%...116,046 attendees (new all- time record)  Oaks wagering up 20%...$36 million wagered (new all- time record The Derby has very diversified revenue streams - Wagering - Sponsorships - Ticket Sales - T.V. - Parking - Corporate Hospitality - F&B - Licensing

Page: 11 Kentucky Derby & Oaks Wagering Dollars in Millions

Wagering on Kentucky Derby Weekend continues to grow despite industry trends - Two days, One track … 1.7% of annual U.S. Thoroughbred Handle

$230 1.8% Amount wagered on Derby Day $208 $210 % Total Year U.S. Industry wagering $202 1.6% $196 $199 $187 $190 $186 1.4% $171 $174 $170 1.2% $152 $150 1.0% $132 $130 $126 0.8%

$110 0.6%

$90 0.4%

$70 0.2%

$50 0.0% 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 U.S. Industry Source: The Jockey Club, 2010 extrapolated based on July 2010 YTD

Page: 12 Kentucky Derby Attendance

Attendance near record levels despite economic realities - Variability primarily driven by infield which, in turn, is driven by weather - Current infrastructure near capacity

156 158 157 158 156 153 154 154 Thousands of Attendees 151 149 144 145 143 142 143 140 136 137 133 131 128

0 3 5 6 8 1 4 7 9 0 9 92 9 9 9 9 0 0 06 0 0 1 9 9 9 9 9 0 0 0 0 1 1991 1 1 1994 1 19 1997 1 1999 2000 2 2002 2003 2 2005 2 20 2008 2 20

Page: 13 Growing Kentucky Derby “Week”

• Red Carpet celebrity arrivals • Celebrity chefs serve signature tastes from racing • Expanded live coverage on markets with wine pairings Versus and NBC Sports • Event nearly doubling in • Sale of reserved seats size from 2010 launch trending ahead of 2010 April 30 May 5 May 6 May 7

OPENING NIGHT

• First-ever night racing event to kick off Derby Week • Third annual PINK OUT • Celebrities, Red Carpet, live music, • Partnership with breast cancer charities fashion, fine dining • Survivor’s Parade • $200,000 Derby Trial • Chambord First Lady of • Live national TV Fashion Contest (Pink coverage Carpet) • Live coverage on Versus • $1 million Oaks purse

Page: 14 Online should continue to grow Dollars in Millions

The Online channel continues to grow despite Five year Industry Online CAGR of 5.9% total industry declines.. despite a negative 6.3% total industry CAGR 15.2% 16%

$1,950 Only 15.2% of total wagers are via the 13.4% $1,734 14% Online channel $1,654 ~11% of total wagers are On Track 12% $1,550 $1,495 $1,381 $1,412 Room to grow…consider other industries: 11.0% 10% - USA travel booked online 40% % Wagered via Online Channel$1,150 9.3% 9.6% - Digitally distributed music 38% 8% - Digital home video 25%

6% $750 CDI well positioned

4% Youbet.com 2011 carryover will increase Total Industry Online Handle channel share $350 2% Continue to drive share growth thru: 2006 2007 2008 2009 2010 - Best technology team, better innovation Industry growth +2% - % (7)% (10)% (7)% - Ability to offer integrated data % Wagered On Track 11% 11% 11% 11% 11% - Customized rewards & marketing CDI Online Handle N/A $87 $234 $329 $588 programs

• Travel industry figures per PhoCusWright, presentation at the ETC e- Business academy, Oct 2010 Source: U.S Industry from Equibase.com; Online handle from Oregon Racing Commission & Youbet.com SEC filings • Music distribution 2009 per PwC 11 th annual edition of Global entertainment and media outlook • Home video penetration figures from NPD Group 3/15/2011 Page: 15 Additional Gaming Opportunities

Alternative Gaming at Arlington Park  Similar bill failed to be called in early • House Bill 3107 introduced Feb 23, 2011 allowing January before senate convened Arlington Park up to 1,200 machines & Quad City + Arlington is an attractive location, a train Downs up to 900 machines stop for the “L” is on the property • Gaming taxes graduated from 10% to 40% of GGR – It would compete with Des Plaines Casino

Alternative Gaming at Churchill Downs Racetrack  Motion to deny the transfer filed by adverse party. Only Oaklawn Park, in AR, offers • In July, 2010, KHRC approved regulations to allow HRMs Historical Racing Machines (HRMs), declaratory + HRMs would be a ‘local option’ for judgment upholding regulations under appeal convenience players • Slots gaming unlikely in the near term, but will – HRMs would not compete effectively with continue to pursue full casino 8 miles away

Expansion of legalized Online Gaming  Legislation being supported across the gaming industry, including the AGA • John Campbell & Barney Frank expected to craft bi- partisan federal legislation to license, regulate and tax + CDI is licensable, operates the largest legal online gaming business in the U.S. today, internet poker and has an installed base • Several states such as NJ, CA, FL, NV and IA – Illegal offshore operators currently have a debating legislation to legalize intrastate internet foothold on liquidity poker

Page: 16 Summary

 CDI is a diversified regional operator of racing, gaming and online businesses  Proven revenue & EBITDA “growth ” track record  Strong cash flow with access to capital for continued growth  Strong balance sheet, backstopped with real assets  The Kentucky Derby Franchise continues to be most prized asset  Online should continue to grow  Potential casino gaming options in & Kentucky; expanded legalization of Online gaming  Proven management team with a record of success

Page: 17 Questions?

Page: 18